WhiteSource Bolt for Azure DevOps– Terms of Service

Dated: March, 2019

1. Acceptance of Terms:

Thank you for using WhiteSource, Ltd.’s (“WhiteSource” or “us” or “we”) products and services. These Terms of Service (the “Terms”) govern the use of the products and services which are made available to you via the Microsoft Visual Studio Marketplace Platform (the “Service”), the related technical documentation available at https://whitesource.atlassian.net/wiki/spaces/WD/pages/33751265/WhiteSource+Bolt (the “Documentation”), as well as all information data made available to you in connection with the Service (“Data,” together with the Service and Documentation, the “App”). By using or accessing any part of the App, you are agreeing to these Terms and all other applicable policies and notices, as made available to you from time to time. In addition, if you are entering into these Terms on behalf of a company or other legal entity, you hereby warrant that you have authority to bind such entity to these Terms, in which case the terms “you” or “your” shall refer to such entity.

If you don't agree to these Terms or you do not have authority to enter into these Terms, you must not accept these Terms and may not use any part of the App. We may amend these Terms at any time by posting an amended version on the Service. You can determine when these Terms were last modified by checking the “Last updated” notice on the top of the Agreement. Your continued use of the Site or Services shall constitute your consent to any changes made. If you do not agree to the new or different terms, you should not use the App. These Terms may not be otherwise amended.

You may not access any part of our App if you are a direct competitor of ours, except with our prior written consent. In addition, you may not access any part of the App for purposes of (i) building a competitive product or service, (ii) copying any features, functions or graphics of, or data or information in, the App, and/or (iii) monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.

2. Permission to Use the App:

You may use the App in accordance with these Terms, provided that:

you are over 18 years old;

you do not copy the App or any part of the App;

you do not modify the App or any part thereof;

and

you follow all the rules and restrictions we've spelled out in these Terms and our Privacy Policy.

3. Accounts; Password; Security:

You may need to set up an account in order to use some of the features of the App (an “Account”). When you are setting up your Account, you must give us accurate and complete information. You may not use someone else's account without permission. This means that you cannot set up an account using someone else's name or contact information, or a phony name or phony contact information. You are solely responsible for the activity that occurs in your Account, and you must keep your Account password secure. If you find out that someone is using your Account without your permission, you must let us know immediately. You may not transfer your Account to someone else. We are not liable for any damages or losses caused by someone using your account without your permission. However, if we (or anyone else) suffer any damage due to the unauthorized use of your account, you may be liable.

Through the App, we may obtain access to your name, e-mail address, company, and location. Our use of any personally identifiable information you provide to us as part of the registration process is governed by the terms of our Privacy Policy.

4. License to Use our Service:

We grant you a personal, non-exclusive, non-sublicensable, non-assignable, non-transferable, revocable right to use the App solely for your internal business operations and in accordance with these Terms.

You agree not to, and shall not permit any third party to: (i) access any part of the App without our consent, (ii) modify, translate, reverse engineer, decompile, disassemble, create derivative works of or copy any part of the App or otherwise seek to obtain or use the source code or non-public APIs of any part of the App, except to the extent expressly permitted by applicable law (and then only upon advance written notice to WhiteSource), (iii) remove, alter or obscure any proprietary notices, labels or marks on any component or portion of the App, (iv) market, sell, resell, rent, distribute or lease any part of the App, (v) interfere with or disrupt the integrity or performance of any part of the App, (vi) use any part of the App for the benefit of any third party including use of the Service to operate as a service bureau, or hosting service, and/or (vii) attempt to gain unauthorized access to any part of the App, or their related systems or networks; (viii) breach any applicable local, national or international law, rule or regulation; or (ix) transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

This license shall remain in effect until and unless these Terms are terminated by you or us (see section 13 for information about termination).

Proprietary Rights to the App:

The App is licensed and not sold to you under these Terms and you acknowledge that WhiteSource and its licensors retain all right, title and interest (including all copyright, trade secret, patent and other rights) in and to the App anywhere in the world (even after installation onto a computer owned by you or integration into your system), and that you have no rights in or to any part of the App other than the right to use each of them in accordance with these Terms. If you give feedback, suggestions or any other information relating to your use of the App, for example recommendations for improvements or features (“Feedback”), that Feedback is solely owned by us and may become part of the App without any compensation to you. We reserve all rights in and to the App unless we expressly state otherwise. The App contains proprietary and confidential information that is protected by applicable intellectual property and other laws.

In the event that you breach the terms of the license granted to you herein and such breach results in the creation of derivative works of any part of the App (“Derivative Works”), you hereby assign with full right and title guarantee all such Derivative Works to us. Such assignment does not preclude us from taking any legal or other action against you for contravention of these Terms, including for infringement of our intellectual property rights.

The content on the App is provided to you “as is” for your personal use only and may not be used, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the content you must retain all copyright and other proprietary notices contained therein.

All brand, product and service names used in the App which identify WhiteSource or our licensors and our or their proprietary products and services are the trademarks or service marks of WhiteSource or our licensors. Nothing in the App shall be deemed to confer on any person any license or right on the part of WhiteSource or such App with respect to any such image, logo or name. We reserve all rights not expressly granted herein to the App.

6. Project Data and Rights you give us:

We claim no intellectual property rights in and to your applications, project or any material you provide or otherwise transmit to us via the Service and you will be solely responsible for the accuracy, quality and legality of the information transmitted to us via the Service.

To enable your use of the App, we need to inspect portions of your project and send parts of it to our servers. This information includes, but is not limited to, information relating to the project (such as the project name and metadata), information on dependencies, how the dependencies are being used and how they are referenced by the project and WhiteSource-related files (“Project Information”). We may also collect Project Information for each of the project’s dependencies (“Dependency Information”). For these purposes, we require, and you hereby grant us, a worldwide, non-exclusive, royalty free license to store, use, reproduce, display and transmit the Project Information, the Dependency Information and any other materials transmitted via the Service to the extent necessary to enable your use of the App, including monitoring services. This license shall remain in effect until and unless these Terms of Service are terminated by you or us.

In addition to the rights granted to us above, we also require, and you hereby grant to us, a license to store, use, reproduce, display and transmit the Project Information, the Dependency Information and any other materials transmitted via the Service for analytical purposes and to improve our App. For the avoidance of doubt, this license will not end upon termination of these Terms of Service or where you delete the relevant project on the project page of the Microsoft Visual Studio Marketplace Platform.

7. Usage Data Analysis:

WhiteSource reserves the right to compile, maintain and use statistical, metric and performance information regarding your use of the App (the "Usage Information"), and you understand and acknowledge that the Service may contain a feature that sends Usage Information along with other technical information regarding the operation of the Service to WhiteSource. This information is used by us for analytical purposes and to improve our App. It allows us to better understand how the App is used and informs our product development decisions.

8. Warranty:

USE OF THE APP IS AT YOUR OWN RISK. THE APP IS PROVIDED ON A "AS IS" AND "AS AVAILABLE" BASIS. WHITESOURCE AND ITS AFFILIATES, SUPPLIERS AND PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE.

WHITESOURCE AND ITS AFFILIATES, LICENSORS AND PARTNERS MAKE NO WARRANTY THAT (I) THE SERVICE OR ANY PRODUCTS PURCHASED THROUGH THE APP WILL MEET YOUR REQUIREMENTS; (II) THE APP WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (III) THAT THERE WILL BE NO ERRORS IN THE APP OR THAT WHITESOURCE WILL FIX ANY ERRORS; (IV) THE APP WILL BE ABLE TO FIND AND MONITOR ALL VULNERABILITIES IN ALL DEPENDENCIES (INCLUDING ALL OPEN SOURCE DEPENDENCIES) INCLUDED OR USED IN YOUR APPLICATION; OR (V) WE HAVE THE ABILITY TO FIX ALL VULNERABILITIES DISCOVERED USING THE APP.

ANY MATERIALS OBTAINED THROUGH USE OF THE APP ARE OBTAINED AT YOUR OWN DISCRETION AND RISK AND WHITESOURCE SHALL NOT BE RESPONSIBLE FOR ANY DAMAGE CAUSED TO YOUR COMPUTER OR DATA OR FOR ANY BUGS, VIRUSES, TROJAN HORSES OR OTHER DESTRUCTIVE CODE RESULTING FROM USE OF THE APP OR ANY CONTENT OBTAINED FROM THE APP.

YOU FURTHER ACKNOWLEDGE THAT OUR OPEN SOURCE VULNERABILITY DATABASE DOES NOT PROVIDE ANY LEGAL OR OTHER PROFESSIONAL ADVICE IN RELATION TO THE APP AND WE DO NO NOT GUARANTEE IT IS A COMPLETE SOURCE OF ALL VULNERABILITIES AND LICENSE ISSUES FOR ALL DEPENDENCIES OR THAT IT IS RELEVANT OR SUITED TO ALL THE DEPENDENCIES INCLUDED OR USED BY YOUR APPLICATION. YOU FURTHER ACKNOWLEDGE THAT THE SUGGESTIONS MADE BY US IN RELATION TO FIXES (WHETHER FOR UPDATES, PATCHES OR MONITORING SERVICES) ARE PROVIDED FOR GENERAL INFORMATION ONLY AND HAVE NOT BEEN MADE WITH YOUR PARTICULAR REQUIREMENTS IN MIND. IT IS THEREFORE NOT INTENDED TO AMOUNT TO ADVICE ON WHICH YOU SHOULD SOLELY RELY. WE WILL NOT BE LIABLE TO YOU FOR OUR FAILURE TO FIND, FIX AND MONITOR DEPENDENCIES, OR FOR ANY DAMAGE OR LOSS SUFFERED AS A RESULT OF A FIX DEPLOYED.

SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS, WHICH VARY FROM STATE TO STATE.

9. Sale of Products:

We currently offer our App for free, but we may add premium subscription plans to the App in the future. You are responsible for monitoring your use of the App in accordance with your subscription plan. Any premium subscription plan may be accompanied by additional licenses, terms of sale and warranty provisions. If any time you exceed the limit of your subscription plan, we reserve the right to charge you for the relevant fees owed as a result of your use outside the scope of your plan.

10. Limitation of Liability:

TO THE FULLEST EXTENT PERMITTED UNDER LAW, WHITESOURCE AND ITS AFFILIATES, SUPPLIERS AND PARTNERS HAVE NO OBLIGATION OR LIABILITY (WHETHER ARISING IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR LIABILITIES (INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF DATA, REVENUE OR PROFIT) ARISING FROM OR RELATED TO YOUR USE OF THE APP, DOCUMENTATION OR DATA, OR ANY CONTENT PROVIDED BY OR THROUGH THE APP, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. THE FOREGOING LIMITATION APPLIES TO DAMAGES ARISING FROM (I) YOUR USE OR INABILITY TO USE OUR APP; (II) COST OF PROCUREMENT OF SUBSTITUTE SERVICES RESULTING FROM ANY SERVICES PURCHASED THROUGH OR FROM OUR APP; (III) THIRD PARTY CONTENT MADE AVAILABLE TO YOU THROUGH THE APP; OR (IV) ANY OTHER MATTER RELATING TO THE APP. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL, CONSEQUENTIAL OR OTHER TYPES OF DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, WHITESOURCE’S LIABILITY AND THE LIABILITY OF EACH OF ITS OFFICERS, DIRECTORS, INVESTORS, EMPLOYEES, AGENTS, ADVERTISERS, LICENSORS, SUPPLIERS, SERVICE PROVIDERS AND OTHER CONTRACTORS TO YOU OR ANY THIRD PARTIES UNDER ANY CIRCUMSTANCE IS LIMITED TO A MAXIMUM AMOUNT OF $100.

11. Indemnity:

You agree to indemnify and hold harmless WhiteSource and its affiliates, suppliers, partners, officers, agents, and employees from and against any claim, demand, losses, damages or expenses (including reasonable attorney’s fees) arising from your use of the App, your connection to the App, your violation of these Terms or your violation of any rights of any third-party, including without limitation any copyright, property, or privacy right. Without derogating from or excusing your obligations under this section, we reserve the right (at your own expense), but are not under any obligation, to assume the exclusive defense and control of any matter which is subject to an indemnification by you if you choose not to defend or settle it. You agree not to settle any matter subject to an indemnification by you without first obtaining our express approval. Your indemnification obligation will survive the termination of these Terms and your use of the App.

12. Termination and Suspension:

We may terminate or suspend the App or any part of the App, terminate or suspend or your use of the App, or block any IP address, for any reason, with or without cause without any liability to you.

Further, we may terminate or suspend your permission to use the App immediately and without notice upon any violation of these Terms, your failure to pay any fees (if applicable) when due, upon the request of law enforcement or government agencies, for extended periods of inactivity, for unexpected technical issues or problems or for engagement by you in fraudulent or illegal activities.

If we terminate your use of the App for any of these reasons or otherwise for cause, we will not refund any fees you may have paid for access to the App (if applicable).

Upon any termination we may delete your account and passwords and we may bar you from further use of the App. You agree that we will have no liability to you or any third party for termination of your account or access to the App.

You may terminate these Terms of Service with us at any time, for any reason, by either uninstalling the Service from your Microsoft account or by asking us to delete your account via email sent to boltazure@whitesourcesoftware.com and, in either case, ceasing all use of the App.

Upon termination:

all rights granted to you under these Terms, including the license in Section 4, shall terminate;

you will immediately cease all activities authorized by these Terms of Service, including use of the App;

all fees payable to us (if any) under these Terms shall immediately become due; and

you must immediately uninstall, delete or remove from all computer equipment in your possession or control, and destroy or return to us all copies of, any of the documentation, data, and our software used in the provision of the Service.

13. Links to Other Sites:

Our App may contain links to other websites that we don't own or control. We are not responsible for any of these other websites. You will not hold us responsible for any aspect of these other websites, including their content, privacy policies, or anything else. You may be exposed to things on other websites that you don't like or that you find offensive. We are not responsible for this, either. You must use your own discretion when you go to other websites. You should also read the terms and conditions and privacy policies of these other websites.

14. Additional Terms:

Portions of the App may be accompanied by additional terms which apply to specific features or areas of the App. Those additional terms supplement these terms with respect to your use of those features or areas. From time to time, we may also introduce new services, features or functionality to the App. These Terms will apply to such new services, features or functionality, unless they come with separate or additional terms, in which case you will be required to agree to such separate or additional terms before being permitted to use the new services, features or functionality.

15. Updates and Upgrades:

We may from time to time provide updates or upgrades to the App (each a “Revision”), but are not under any obligation to do so. Such Revisions will be supplied according to our then-current policies, which may include automatic updating or upgrading without any additional notice to you. You consent to any such automatic updating or upgrading of the App. All references herein to the App shall include Revisions. These Terms shall govern any Revisions that replace or supplement the original App, unless the Revision is accompanied by a separate license agreement which will govern the Revision.

Independent Contractors.

You and WhiteSource are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and WhiteSource. You must not under any circumstances make, or undertake, any warranties, representations, commitments or obligations on behalf of WhiteSoucre.

17. Assignment

These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by WhiteSource without restriction or notification to you. Any prohibited assignment shall be null and void.

18. Governing Law & Jurisdiction:

These Terms of Service shall be construed and governed in accordance with the laws of Israel (except for conflict of law provisions) and only the courts in Israel shall have jurisdiction in any conflict or dispute arising out of these Terms. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.

19.General

These Terms shall constitute the entire agreement between you and WhiteSource concerning the Site. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and a party's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.